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Intended Terms for Saab’s Upcoming Rights Issue

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO AUSTRALIA, HONG KONG, JAPAN, INDIA, SOUTH AFRICA, CANADA, SINGAPORE, THE UNITED STATES OR ANY OTHER JURISDICTION WHERE SUCH PUBLICATION OR DISTRIBUTION OF THIS PRESS RELEASE WOULD BE SUBJECT TO LEGAL RESTRICTIONS.

Saab announced on 23 October 2018 that the company is planning a rights issue of approximately SEK 6 billion during the fourth quarter of 2018. The purpose of the rights issue is to support Saab’s continued growth journey. Saab’s Board also proposed an Extraordinary General Meeting to be held on 16 November 2018 authorising the Board to resolve on the rights issue.

Provided that the Extraordinary General Meeting authorises the Board in accordance with the proposal and that the authorisation is registered by the Swedish Companies Registration Office (Sw. Bolagsverket), the Board intends to resolve on the rights issue on 19 November 2018.

The Board of Directors of Saab informs in advance of the Extraordinary General Meeting that the Board intends to resolve on the following terms for the rights issue:

  • The record date for entitlement to receive subscription rights will be the 26 November 2018
  • The subscription period will run from and including 29 November, up to and including 14 December 2018, or the later day as decided by the Board of Directors
  • Saab’s shareholders will receive one (1) subscription right of series A respective series B for each share of series A respective series B held on the record date. Four (4) subscription rights of respective series will entitle to subscription of one (1) new share of respective series (primary preferential right). Shares not subscribed for on the basis of primary preferential right will be offered for subscription to all shareholders (subsidiary preferential right)
  • The subscription price will be SEK 225 per share, which means that a fully subscribed rights issue will give Saab proceeds of SEK 6 billion before issue costs

More detailed information will be published in connection with the Board’s decision on the rights issue. The Board of Directors reserves the right to adjust the intended terms, including the timetable, if any circumstance occurs that in a material way affects the conditions to carry out the rights issue in accordance with the intended terms.

Subscription commitments and support from shareholders

Investor AB, the Knut and Alice Wallenberg Foundation, Första AP-fonden, AFA Försäkring and Gladiator, representing in total 46.6 percent of the share capital and 54.0 percent of the votes[1], have committed to vote for the rights issue to the extent that they participate at the Extraordinary General Meeting and to subscribe for their respective pro rata share in the rights issue according to the intended terms. Swedbank Robur Fonder, AFA Foundations and Handelsbanken Fonder, representing in total 7.8 percent of the share capital and 6.7 percent of the votes in Saab[1] have declared their intention to subscribe for their respective pro rata share in the rights issue according to the intended terms.

[1] Excluding repurchased own shares. The total number of outstanding shares is 109,150,344, of which 1,907,123 are shares of series A and 107,243,221 are shares of series B. Saab holds 2,368,328 shares of series B, which do not entitle to participation in the rights issue.

In total, shareholders representing 54.4 percent of the shares and 60.7 percent of the votes in Saab1 are positive to the rights issue.

Advisors

SEB Corporate Finance is the financial advisor and Mannheimer Swartling the legal advisor regarding the rights issue.

For further information, please contact:

Ann-Sofi Jönsson, Vice President, Head of Investor Relations
+46 (0)734 187 214
ann-sofi.jonsson@saabgroup.com

Ann Wolgers, Press Officer
+46 (0)734 180 018
presscentre@saabgroup.com

www.saabgroup.com
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Saab serves the global market with world-leading products, services and solutions within military defence and civil security. Saab has operations and employees on all continents around the world. Through innovative, collaborative and pragmatic thinking, Saab develops, adopts and improves new technology to meet customers’ changing needs.

The information is such that Saab AB is obliged to make public pursuant to the EU Market Abuse Regulation. The information was submitted for publication, through the agency of the contact person set out above, on 21.00 CET on 15 November 2018.

IMPORTANT INFORMATION

The information in this press release does not contain or constitute an offer to acquire, subscribe or otherwise trade in shares, subscription rights or other securities in Saab Aktiebolag (“Saab AB”) in any jurisdiction. This press release may not be released, published or distributed, directly or indirectly, in or into Australia, Hong Kong, Japan, India, South Africa, Canada, Singapore, the United States of America including its territories and possessions, any state of the United States or the District of Columbia (the “United States”) or any other jurisdiction where such action is wholly or partially subject to legal restrictions or where such action would require additional prospectuses, registrations or other actions in addition to what follows from Swedish law. Nor may the information in this press release be forwarded, reproduced or disclosed in a manner that contravenes such restrictions or would entail such requirements. Failure to comply with this instruction may result in a violation of applicable securities laws.

The securities referred to in this press release have not been or will not be registered under the United States Securities Act of 1933, as amended (“Securities Act”), or under the securities laws of any state or other jurisdiction in the United States and may not be offered, subscribed, used, pledged, sold, resold, allotted, delivered or transferred, directly or indirectly, in or into the United States, absent exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and in accordance with securities laws of the relevant state or other jurisdiction in the United States. All offers and sales of securities in connection with any rights offer by Saab AB will be made, subject to certain limited exceptions, outside of the United States and in reliance on, and in compliance with, Regulation S under the Securities Act. There will be no public offering in the United States.

This press release may contain forward-looking statements which reflect Saab AB’s current view on future events and financial and operational development. Words such as “intend”, “expect”, “anticipate”, “may”, “believe”, “plan”, “estimate” and other expressions which imply indications or predictions of future development or trends, and which are not based on historical facts, are intended to identify forward-looking statements. Forward-looking statements inherently involve both known and unknown risks and uncertainties as they depend on future events and circumstances. Forwardlooking statements do not guarantee future results or development and the actual outcome could differ materially from the forward-looking statements.